Ann: Notice of Extraordinary General Meeting/Proxy Form, page-27

"Dr Giles owns ~ 20% of HAV. Why should he give away all his (and our) upside to Gupta.

Dr Giles: the 80% of other HAV Shareholders are counting on you!'"

This is the actual wording, with my bolding added, of the ordinary resolution Havilah shareholders are being asked to approve at the upcoming EGM:

“That, for the purposes of section 611 (item 7) of the Corporations Act 2001 (Cth), ASX Listing Rule 10.1 and all other purposes, approval is given for the Company to issue up to 447,733,124 fully paid ordinary shares in the capital of the Company to OneSteel Manufacturing Pty Ltd (ACN 004 651 325) (SIMEC) to raise up to approximately $75 million, and grant to SIMEC security over the 'Copper Aura Tenements', the 'Iron Genesis Tenements' and the shares in the subsidiaries of the Company that hold those tenements, and in the event of the insolvency of the Company and subsequent enforcement of the security which results in one or more of those assets being sold to SIMEC, to transfer those assets to SIMEC, each as described in the Explanatory Notes.”​

My Initial Viewpoint:
A. 447,733,124 fully paid ordinary shares in Havilah for $75 million is 16.75 cents per share.

Should the above EGM Resolution be approved by shareholders, there is nothing stopping the 'Independent' Directors issuing 447,733,124 ordinary shares in one tranche to SIMEC at any time after the meeting.

Under the Havilah Constitution, a majority of the Directors is a requirement to pass a Board Resolution. That means only 2 of the 3 existing Directors.

A number of intentions were stated in the EGM Notice. The problem with intentions, they are only as of today. Tomorrow those intentions could be completely different. The intentions also DO NOT form part of the above EGM Resolution.

B. Until SIMEC is issued shares in Havilah, after putting funds in under the SSA (after the first $6 million), it would have security over the 'Copper Aura [Mutooroo] Tenements', the 'Iron Genesis [Grants, Maldorky and Grants Iron Ore Basin] Tenements' and the shares in the subsidiaries of the Company that hold those tenements.

There are 22 milestones as part of the SSA. Apart from being complex, they rely on Havilah Management and the Company running like a Swiss watch to get additional funds after each milestone is completed.

With the CMC deal last year, there was 1 milestone that Havilah Management and the Company had to meet. Look what a disaster that turned out to be.

Cheers

These are only my random thoughts and it does not constitute investment advice. Before acting on any information you read and before making any financial or investment decisions, you should always consult your advisor(s) or other relevant professional experts.